M.A. Thesis:

Features of the Board of Directors-Audit Committee and disclosure of internal control weaknesses

Lack of adequate supervision leads to weaknesses in the internal control system, which in turn provides a good environment for fraud, abuse and waste. The main purpose of this study is to investigate the effect of the characteristics of the board of directors and audit committee on disclosure of internal control weaknesses in listed companies in Tehran Stock Exchange. In this study, to assess the weaknesses of internal controls, independent auditors' report on internal controls of companies was used based on the internal controls of the organization approved by the Organization on 05/05/2012 and the checklist for compliance with the requirements of internal controls. The statistical population of this research, after applying some restrictions in this research, includes 140 companies listed in Tehran Stock Exchange during the period 2012 to 2017. Multiple linear regression model based on panel data was used to test the research hypotheses. The results indicate that there is a positive and significant relationship between board size and gender of board members with internal control weaknesses. The results also showed that there is a negative significant relationship between board independence and board financial expertise with internal control weaknesses. The findings showed that there is a significant negative relationship between the size of the audit committee, the independence of the audit committee, the gender of audit committee members, and the financial expertise of audit committee members with internal control weaknesses. In fact, it can be said that the characteristics of the Audit Committee have had a negative impact on internal control weaknesses

Keywords: Board of Directors, Audit Committee, Internal Control Weaknesses.